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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
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Date of Report
(Date of earliest
event reported): April 16, 1997
Briggs & Stratton Corporation
(Exact name of registrant as specified in its charter)
Wisconsin 1-1370 39-0182330
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
12301 West Wirth Street, Wauwatosa, Wisconsin 53222
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ITEM 5. OTHER EVENTS
The press release of Briggs & Stratton Corporation (the "Company") dated
April 16, 1997 filed as Exhibit 99 hereto that discloses, among other things,
a self tender for up to 5.875 million shares of common stock, the declaration of
a dividend and the unaudited operating results of the Company for the third
fiscal quarter, is incorporated herein by reference.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
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Exhibit No. Exhibit
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99 Press release of Briggs & Stratton Corporation
dated April 16, 1997.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BRIGGS & STRATTON CORPORATION
DATE: April 16, 1997 By: /s/Robert H. Eldridge
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Name: Robert H. Eldridge
Title: Executive Vice President and
Chief Financial Officer
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BRIGGS & STRATTON CORPORATION
Exhibit Index to Current Report on Form 8-K
Dated April 16, 1997
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Exhibit Exhibit Page
Number
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99 Press release dated April 16, 1997 6
of Briggs & Stratton Corporation
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EXHIBIT 99.1
NEWS RELEASE
[BRIGGS & STRATTON LETTERHEAD]
BRIGGS & STRATTON ANNOUNCES SELF-TENDER FOR UP TO 5.875 MILLION SHARES,
DECLARES DIVIDEND AND REPORTS THIRD QUARTER RESULTS
Milwaukee, April 16, 1997/PR Newswire/--Briggs & Stratton Corporation
(NYSE:BGG), a Wisconsin Corporation, announced today that its board of
directors has authorized the company to repurchase its common stock pursuant to
a "dutch auction" self-tender offer. The self-tender will be for up to 5.875
million shares of the company's common stock. The tender offer price is
expected to range from $43 to $51 per share in cash, subject to market and other
customary conditions. The offer is expected to commence Tuesday, April 22, 1997
and will expire at 5:00 p.m., New York City time, on Tuesday, May 20, 1997,
unless extended. On April 15, 1997, Briggs & Stratton shares closed at
$42-3/4.
The tender offer will be subject to various terms and conditions described in
offering materials to be distributed to shareholders next week. Under the
terms of the tender offer, Briggs & Stratton shareholders will be given the
opportunity to specify prices within the company's stated price range at which
they are willing to tender their shares. Upon receipt of tenders, Briggs &
Stratton will determine a final price that enables it to purchase up to the
stated amount of shares from those shareholders who agreed to sell at or below
the selected purchase price. All shares purchased will be at the determined
price. If more than 5.875 million shares are tendered at or below the purchase
price, there will be a proration. The offer will not be contingent upon any
minimum number of shares being tendered. Briggs & Stratton currently has
28,927,000 shares of common stock outstanding. The company indicated it
intends to enter into a new credit facility with Bank of America NT&SA as agent
to finance the tender offer and its seasonal working capital needs. The
company intends to reduce borrowings under this credit facility pursuant to an
expected $175 million offering of debt securities announced separately today.
Neither the company nor its board of directors makes any recommendation to
shareholders as to whether to tender or refrain from tendering their shares.
Each shareholder must make the decision whether to tender shares and, if so,
how many shares and at what price or prices shares should be tendered.
Frederick P. Stratton, Jr., Chairman and Chief Executive Officer of Briggs &
Stratton, said "We believe that the use of cash and borrowings to fund the
dutch auction will result in an efficient capital structure for the company and
is consistent with our long term goal of increasing shareholder value."
Credit Suisse First Boston will serve as the dealer manager for the offer.
Georgeson & Company Inc. will serve as the information agent.
Briggs & Stratton Corporation also announced that its board of directors has
authorized an increase in its regular quarterly dividend from Twenty-seven
cents ($0.27) to Twenty-eight ($0.28) per share. The dividend is payable June
27, 1997 to shareholders of record at the close of business on June 5, 1997.
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RESULTS FOR THIRD QUARTER & NINE MONTHS FOR FISCAL 1997
Sales and net income for the third quarter were 3% higher than for last year's
third quarter. For the first nine months, sales were 4% lower and net income
12% lower. Engine unit shipments were 2% higher for the quarter but 7% lower
for the nine months.
Thanks to an early spring in the Southeast, the lawn and garden equipment
selling season is off to a strong start. Retailers are reporting significant
sales increases. Equipment manufacturers did not reach full production levels
until the second half of the third quarter and will have to maintain peak
levels well into May to meet strong demand from retailers. If favorable
weather continues in the Southeast and spreads to the Midwest and Northeast, we
should have a good fourth quarter. We believe that unit shipments for the full
fiscal year will be up modestly despite being down 7% for the nine months. We
will take a charge for the cost of an early retirement window in the fourth
quarter, so reported earnings for the quarter and for the full year will be
lower than they were last year.
F.P. Stratton, Jr.
Chairman and Chief Executive Officer
BRIGGS & STRATTON CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
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PERIODS ENDED MARCH
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THIRD QUARTER NINE MONTHS
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1997 1996 1997 1996
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Net sales $475,955,000 $460,201,000 $937,350,000 $979,035,000
Income from Operations 76,272,000 74,027,000 96,966,000 109,647,000
Income before provision
for income taxes 75,034,000 72,946,000 93,466,000 106,210,000
Net income 46,514,000 45,226,000 57,946,000 65,850,000
Per Share Data-
Net income $ 1.60 $ 1.57 $ 2.00 $ 2.28
Shares outstanding 28,927,000 28,927,000 28,927,000 28,927,000
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Briggs & Stratton is the world's largest producer of air-cooled gasoline
engines for outdoor power equipment.
This release contains certain forward-looking statements that involve risks and
uncertainties that could cause actual results to differ materially from those
in the forward-looking statements. The forward-looking statements are based on
the Company's current views and assumptions and involve risks and uncertainties
that include, among other things, the effects of weather on the purchasing
patterns of the Company's customers and end use purchasers of the Company's
engines; the seasonal nature of the Company's business; actions of competitors;
changes in laws and regulations, including accounting standards; employee
relations; customer demand; prices of purchased raw materials and parts;
domestic economic conditions, including housing starts and changes in consumer
disposable income; and foreign economic conditions, including currency rate
fluctuations. Some or all of the factors are beyond the Company's control.
/CONTACT: Robert H. Eldridge, Executive Vice President and Chief Financial
Officer, Secretary-Treasurer, Briggs & Stratton Corporation 414-259-5333.
